confirmation of cover - singapore pmc certification...insured singapore pmc certification pte ltd on...

01 December 2019 to 30 November 2020

Singapore PMC Certification Pte Ltd on behalf of individual (i) Practising Management Consultants (PMC) (ii) Senior Practising Management Consultants (SPMC)

Period:

Firm:

Schedule And Wording

Insurance Policy

elite II Professional Indemnity

Chubb Insurance Singapore Limited, 138 Market Street, #11-01 CapitaGreen, Singapore 048946.Tel: (65) 6398 8000 Fax: (65) 6293 6276 URL: www.chubb.com/sg

i

Content

Policy Schedule ................................................................................................................................................................... ii

Policy Wording ................................................................................................................................................................... 1

1. Insuring Clause ........................................................................................................................................................... 1

2. Automatic Extensions ................................................................................................................................................. 1

3. Optional Extensions .................................................................................................................................................... 4

4. Exclusions ................................................................................................................................................................... 5

5. Claims Conditions ....................................................................................................................................................... 7

6. General Conditions ..................................................................................................................................................... 9

7. Definitions and Interpretation.................................................................................................................................. 12

Data Protection ................................................................................................................................................................ 15

Contact Us ........................................................................................................................................................................ 16

About Chubb in Singapore ............................................................................................................................................... 16

elite II Professional Indemnity Insurance Schedule

No. Title: Description

Item 1. Policy Number: 70881589PI

Item 2. Firm: Singapore PMC Certification Pte Ltd on behalf of individual (i) Practising Management Consultants (PMC) (ii) Senior Practising Management Consultants (SPMC)

Item 3. Principal Address: 2985 Jalan Bukit Merah, SMF Building, Singapore 159457

Item 4. Business: Certification of Practising Management Consultants by SPMCC and Provision of Management Consultancy Services by PMC or SPMC.

Item 5. Period of Insurance: From: 01 December 2019 (00:00)

To: 30 November 2020 (24:00)

Both days inclusive, standard time at the Principal Address shown in Item 3 above.

Item 6. Limit of Liability: (a) SGD 250,000 each Claim

(b) SGD 5,000,000 in the aggregate

Loss of Documents Sub-Limit under Extension 2.5:

(c) SGD 100,000 in the aggregate

Legal Representation Expenses Sub-Limit under Extension 2.9:

(d) SGD 100,000 in the aggregate

Item 7. Excess: SGD 1,000 any one Claim

Item 8. Retroactive Date: 01 December 2017

Item 9. Optional Extensions: 3.1 Fraud & Dishonesty Covered

3.2 Principal's Previous Business Not Covered

3.3 Automatic Reinstatement Not Covered

Item 10. Premium: SGD 22,230.00 plus 7% GST SGD 1,556.10

Chubb Elite II Professional Indemnity Insurance Policy Schedule and Policy Wording and Schedule, Singapore, Version Jan 2011. Published 04/2016.

© 2016 Chubb. Coverages underwritten by one or more subsidiary companies. Not all coverages available in all jurisdictions.

Chubb® and its respective logos, and Chubb. Insured. TM are protected trademarks of Chubb. ii

____________________________________

Underwriter, Financial Lines

This Policy and Schedule have been signed on behalf of Chubb Insurance Singapore Limited at Singapore (S) this 06 day of December 2019.

This is a Policy Summary only.Full details of this Insurance appear on the Policy Document

1. Cyber Liability and Data Privacy Extension (sub-limit SGD 50,000)

2. Insured Definition Amendment

3. Memo - Breach of Confidentiality

4. Memo - Public Relation Expenses

5. Compensation for Court Attendance

6. Territorial Limits Amendment

7. Sanction Limitation And Exclusion Clause

Item 11. Endorsements Effective at the Inception of the Policy:

Item 12. Continuity Date: 01 December 2017



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elite II Professional Indemnity Insurance Endorsements

Endorsement Number: 1Policy Number: 70881589PIInsured: Singapore PMC Certification Pte Ltd on behalf of individual (i) Practising

Management Consultants (PMC) (ii) Senior Practising Management Consultants (SPMC)

Effective Date: 01 December 2019

Cyber Liability and Data Privacy Extension (sub-limit S$50,000)

It is agreed that Section 2, Automatic Extensions,is amended by adding the following:

Chubb agrees to extend cover to any Loss resulting from a Claim for civil liability arising from:

(a) infringement of any right to privacy by the Insured; or

(b) breach of confidence or misuse of confidential information held on the Insured’s Computer System by the Insured; or

(c) the Insured’s negligence in respect of any Internet content; or

(d) the Insured’s negligent failure to prevent a party, other than an Insured, from unauthorised access

to,use of or tampering with Computer Systems including:(i) Hacker Attacks;

(ii) Computer Virus attacks;

(iii) Theft of Electronic Data; and

(iv) negligent and inadvertent transmission by the Insured to a third party of any Computer Virus; or

(e) breach of any personal information protection act or related regulation in Singapore or the equivalent in any jurisdiction;

resulting from the provision of Professional Services.

Chubb’s total liability under this Extension shall be sub-limited to SGD 50,000,which is part of the

Limit of Liability specified in Item 6 of the Schedule.

For the purposes of this Extension, the following Definitions are added to the Policy:

Computer System means electronic, wireless, web or similar systems(including all hardware and software) used to process data or information in an analogue, digital, electronic or wireless format including computer programs,electronic data processing media, electronic data, electronic data communications equipment, operating systems, computer network and networking equipment, firmware, servers, websites, extranet, and all input, output,processing, storage and on-line or off-line media libraries, music, graphic,entertainment and other content (to the extent that they hold electronic data).

Computer Virus means computer instructions placed on a Computer System without the owner or user's knowledge or consent that are designed to harm, impede, corrupt, erase, remove, disrupt or destroy the Computer System, electronic data or software (or any part of them). Computer Virus includes malicious codes, malware, Trojan horses,worms and time or logic bombs.

Hacker Attack means authorised use of or gaining access to Computer System by a person not authorised to do so or in an unauthorised manner.



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Internet means the worldwide group of inter-connected networks accessible via service providers or online service providers using dial-up telephone service,digital subscriber lines, integrated service digital network lines, cable modem access or other transfer medium.

Theft of Electronic Data means the unauthorised taking or misuse of information by a third party (other than the Insured)that exists in electronic form, or which is in the course of transmission to or from a mobile or wireless device which is intended to interact with a Computer System, including account information, confidential information,proprietary information and personal information while stored in a Computer System maintained to the minimum standards in respect of security and backup procedures as specified in the Insured's written proposal in the supplementary proposal form for cover under this Section.

Furthermore, it is agreed that Section 4, Exclusions, is amended by adding the following:

4.11 directly or indirectly caused by, arising out of or in any way connected with any actual or alleged infringement of any patent or trade secret;

For the purpose of this Exclusion, Trade Secret means information,including a formula, pattern, compilation, programme, device, method, technique or process, that:

(a) derives independent economic value, actual or potential, from not being generally known to or readily ascertainable by other persons who would obtain value from its disclosure for use, so long as reasonable efforts have been made to maintain its secrecy; and

(b) a business uses, which gives it an opportunity to obtain an advantage over competitors who do not know it or use it.

4.12 directly or indirectly caused by, arising out of or in any way connected with any actual or alleged antitrust, restraint of trade, unfair competition, false, deceptive or unfair business practices, violation of consumer protection laws or false or deceptive advertising including violations of any local, state or federal laws regarding the aforementioned conduct;

4.13 directly or indirectly caused by, arising out of or in any way connected with any coupons, prize discounts, prizes, awards, or any other valuable consideration given in excess of the total contracted or expected amount;

4.14 directly or indirectly caused by, arising out of or in any way connected with any actual or alleged inaccurate, inadequate, or incomplete description of the price of goods, products or services; or as a result of your cost guarantees, cost representations, contract price, or estimates of probable costs or cost estimates being exceeded;

4.15 directly or indirectly caused by, arising out of or in anyway connected with any Claim or Investigation relating to gambling, gaming,lotteries, or pornography.

In all other respects this Policy remains unaltered.

This Endorsement has been signed by or on behalf of Chubb Insurance Singapore Limited at Singapore (S) this 06 day of December 2019.

SIGNED: _____________________



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Insured Definition Amendment

It is agreed that Definition 7.12 Insured is deleted and replaced with:

7.12 Insured means any natural person certified by the Policyholder as a:

(i) Practising Management Consultant (PMC); or

(ii) Senior Practising Management Consultant (SPMC)

but only when engaged directly by a Third Part to provide Professional Services.For the purpose of this endorsement, Management Consultancy Services means the following services of an Insure in connection with:

(i) Analysing any Third Party’s management, operational and marketing processes, including

(ii)

goals, objectives, policies, strategies and principal functional or operating areas;

Identifying and reporting issues arising out of those processes; and

(iii) Recommending and implementing solutions to such issues.

Management Consultancy Services does not apply to any Claim based on, arising from or attributable to any

activities relating to (1) locum management consultancy services; (2)merger/acquisition; or (3) valuation services



SIGNED: _____________________



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Memo - Breach of Confidentiality

Chubb agrees to extend cover to any Loss arising from a Claim for unintentional breach of confidentiality or misuse of information by the Insured resulting from the provision of Professional Services. Chubb shall not be liable to make any payment under this Policy for intentional breach of confidentiality or misuse of information.



SIGNED: _____________________



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Memo - Public Relation Expenses

This Policy is extended to include the reasonable fees and related expenses of a public relations firm or consultant, crisis management firm or law firm, which an Insured may, in the reasonable exercise of its discretion, engage with the prior written consent of Chubb, not to be unreasonably withheld or delayed, in order to disseminate the findings of a final adjudication in favour of the Insured, arising from a Claim.

The sub-limit of liability for all Public Relations Expenses is SGD 100,000 in the aggregate. This sub-limit is part of and not in addition to the Limit of Liability specified in the Schedule.



SIGNED: _____________________



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Compensation for Court Attendance

It is agreed that:

1. if any Practising Management Consultants (PMC) or Senior Practising Management Consultants (SPMC) is required to attend court as a witness in connection with a Claim against the Insured notified under and covered by this Policy, Chubb agrees to provide compensation at the following rates for each day on which attendance is required:

(a) any SPMC : SGD 200

(b) any PMC : SGD 100

2. compensation payable under this clause is sub-limited to SGD 25,000 in the aggregate for the Period ofInsurance.



SIGNED: _____________________



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Territorial Limits Amendment

It is agreed that the Condition 6.3 Territorial Limits is deleted and replaced by:

6.3 Territorial Limits

Coverage extends to anywhere in the world.



SIGNED: _____________________



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Sanction Limitation And Exclusion Clause

Chubb shall not be deemed to provide cover and Chubb shall not be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose Chubb, or its parent or affiliate or ultimate holding company to any sanction, prohibition or restriction implemented pursuant to resolutions of the United Nations or the trade and economic sanctions, laws or regulations of the European Union, United Kingdom, or United States of America.



SIGNED: _____________________



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Chubb Elite II Professional Indemnity Insurance Policy Schedule and Policy Wording and Schedule, Singapore, Version Jan 2011. Published 04/2016. © 2016 Chubb. Coverages underwritten by one or more subsidiary companies. Not all coverages available in all jurisdictions. Chubb® and its respective logos, and Chubb. Insured.TM are protected trademarks of Chubb. 1

Policy Wording

In consideration of the payment of the Premium and in reliance upon all statements made and information provided to Chubb, including statements made in the Proposal and materials accompanying it, which it is agreed shall form the basis of this insurance, and subject to all the terms and conditions of this Policy, Chubb agrees as follows:

1. Insuring Clause

1.1 Cover

Chubb shall pay on behalf of the Insured any Loss arising from any Claim for civil liability in respect of Professional Services, provided that such Claim is first made against the Insured during the Period of Insurance.

2. Automatic Extensions

Each of the following Extensions automatically applies unless otherwise stated in the endorsements. Each of the Extensions is subject to all of the terms and conditions of this Policy unless otherwise stated in this Clause 2. None of these Extensions increase the limits of liability specified in the Schedule.

2.1 Consultants, Contractors, Subcontractors and Agents

Chubb agrees to extend cover to any Loss arising from a Claim for civil liability against the Insured arising from any acts, errors or omissions of any consultant, contractor, subcontractor or agent of the Insured for which the Insured is legally liable by reason of the provision of Professional Services.

This Extension 2.1 neither affords coverage to any consultant, contractor, subcontractor or agent of the Insured nor makes any such person or entity an Insured.

2.2 Defamation

Chubb agrees to extend cover to any Loss arising from a Claim for unintentional defamation by the Insured resulting from the provision of Professional Services.

Chubb shall not be liable to make any payment under this Policy for intentional defamation.

2.3 Intellectual Property Infringement

Chubb agrees to extend cover to any Loss arising from a Claim for civil liability in respect of the unintentional infringement of any intellectual property right by the Insured arising from the provision of Professional Services.

Chubb shall not be liable to make any payment under this Policy for intentional infringement of any intellectual property right.

2.4 Joint Venture Liability

Chubb agrees to extend cover to any Loss arising from a Claim for civil liability against the Insured arising from the Insured’s participation in any Joint Venture, provided that such participation shall be in furtherance of the provision of Professional Services.

This Extension 2.4 neither affords coverage to any person or entity with whom or which the Insured is in a Joint Venture nor makes any such person or entity an Insured.


2.5 Loss of Documents

Chubb agrees to extend cover to any Loss arising from a Claim for the loss of, damage to or destruction of the Insured’s client’s Documents for which the Insured is legally responsible in the provision of Professional Services and which cannot be found after diligent search, provided that:

a) the Loss recoverable under this Extension 2.5 is only limited to the reasonable and necessary costs,charges and expenses in replacing or restoring the Documents; and

b) the loss of, damage to or destruction of such Documents was first discovered by the Insured during thePeriod of Insurance; and

c) the Claim for such costs, charges and expenses is supported by satisfactory proof of loss (including billsand accounts) which shall be subject to approval (which shall not be unreasonably withheld) by acompetent person nominated by Chubb with the Insured’s approval; and

d) this Extension 2.5 shall not provide coverage for any costs, charges or expenses directly or indirectlyrelating to any Documents which have been destroyed, damaged or lost as a result of wear, tear or othergradually operating causes.

Chubb’s total liability under this Extension 2.5 shall not exceed the sub-limit specified in Item 6(c) of the Schedule.

The cover provided by this Extension 2.5 applies regardless of the Retroactive Date.

The Excess does not apply to this Extension 2.5.

2.6 Newly Acquired or Created Subsidiaries

Chubb agrees to extend cover to any Subsidiary of the Firm which is acquired or created during the Period of Insurance, provided that such Subsidiary:

a) increases the Firm’s total gross revenues or fees by no greater than 20% based on the Firm’s latestaudited financial statements; and

b) conducts and / or provides the same Business; and

c) does not have any revenue or fees generated from the United States of America or the Dominion ofCanada.

Any Subsidiary acquired or created during the Period of Insurance and which does not fall within 2.6(a) to 2.6(c) shall automatically be covered under this Policy for a period of 30 days from the date of acquisition or creation of the Subsidiary but not beyond that. Subject to the agreement of Chubb and subject to any additional premium, terms and conditions as Chubb may require, cover under this Policy may be extended to a Subsidiary which does not fall within 2.6(a) to 2.6(c) beyond 30 days from the date of acquisition or creation.

This Extension 2.6 shall not provide coverage in respect of any Claim or Investigation against the Subsidiary arising from any Professional Services before the Firm acquires or creates such Subsidiary.

2.7 Run Off Cover for Insured Entity

In the event that a Firm is merged into or acquired by another entity or otherwise ceases to exist or operate during the Period of Insurance, the coverage provided under the Policy for such Firm shall continue until the end of the Period of Insurance, provided that such coverage shall only apply in respect of a Claim or Investigation that arises from any Professional Services prior to the date the Firm ceased to exist or operate or was merged into or acquired by another entity.


Chubb may, at its sole discretion and on such additional terms, conditions and premium as Chubb may require, extend the coverage provided by this Extension 2.7 to include Claims or Investigations first made against the Insured within a period of 72 months from the end of the Period of Insurance, provided that such coverage shall only apply in respect of a Claim or Investigation that arises from Professional Services prior to the date the Firm ceased to exist or operate or was merged into or acquired by another entity.

2.8 Continuous Cover

Notwithstanding Exclusion 4.8(a) and 4.8(c) (Prior Matters) this Policy extends to cover the Insureds for any Claim, Circumstance or Investigation which could have been notified to Chubb under an earlier Professional Indemnity Insurance policy issued by Chubb and which is first notified during the Period of Insurance, provided that:

a) the failure of the Insured to disclose the Claim, Circumstance or Investigation before thecommencement of the Period of Insurance was not a result of any fraudulent intention to mislead ormisrepresent to Chubb; and

b) the Insured's entitlement to an indemnity will be determined in accordance with the terms andconditions of the policy held by the Insured with Chubb on the date when the Claim was first made orthe date when the Investigation was first commenced or the date the Insured first became aware ofthe Circumstance provided that Chubb’s limit of liability will be the lower of the one available under:

(i) the policy held by the Insured with Chubb when the Claim was first made the Investigation firstcommenced or when the Insured first became aware of the Circumstance; or

(ii) this Policy; and

c) the Insured's entitlement to an indemnity will be reduced by the amount that, in the reasonable opinionof Chubb, fairly represents the extent to which Chubb 's interests were prejudiced by the failure tonotify Chubb of the Claim, Circumstance or Investigation; and

d) if the policy referred to in paragraph (b) above was co-insured, then Chubb will not be liable for morethan its proportion of the indemnity provided by that policy.

This Extension 2.8 does not apply to and is subject to Exclusion 4.8(b) (Prior Matters).

2.9 Legal Representation at Investigations

Chubb agrees to pay on behalf of any Insured its Legal Representation Expenses at any Investigation first commenced against the Insured during the Period of Insurance.

Chubb’s total liability under this Extension 2.9 shall not exceed the sub-limit specified in Item 6(d) of the Schedule.

The Excess does not apply to this Extension 2.9.

2.10 Emergency Defence Costs and Legal Representation Expenses

If it is not possible for the Insured to obtain Chubb’s written consent prior to the incurring of Defence Costs or Legal Representation Expenses, Chubb will give retrospective consent as long as Chubb’s consent is sought within 30 days of the first of such Defence Costs or Legal Representation Expenses being incurred.

Chubb’s liability under this Extension 2.10 in respect of Defence Costs incurred for each Claim and Legal Representation Expenses incurred for each Investigation shall not exceed 10% of the limit of liability specified in Item 6(a) or 10% of the sub-limit of liability specified in Item 6(d) of the Schedule respectively.


2.11 Advancement of Defence Costs and Legal Representation Expenses

Chubb shall advance any covered Defence Costs and Legal Representation Expenses as provided under this Policy within 30 days of receipt and approval of an invoice for such Defence Costs or Legal Representation Expenses.

2.12 Discovery Period

If Chubb or the Insured cancels or refuses to renew this Policy, other than for the non-payment of premium, Chubb shall extend the cover under this Policy for a discovery period of 90 days at nil additional premium which shall run from the date this Policy is not renewed or is cancelled.

The discovery period shall only apply to a Claim first made or an Investigation first commenced against the Insured before or during such 90-day discovery period, but only in respect of the Professional Services prior to the expiry of the Period of Insurance.

Chubb shall not be liable to make any payment in respect of any Claim first made or Investigation first commenced against the Insured during the discovery period if at any time the Insured obtains any other professional indemnity insurance covering in whole or in part the discovery period.

3. Optional Extensions

Each of the following Extensions apply only if the Extension is shown to be included in the Schedule. Each of the Extensions is subject to all of the terms and conditions of this Policy unless otherwise stated in this Clause 3. None of these Extensions increase the limits of liability specified in the Schedule.

3.1 Fraud & Dishonesty

Notwithstanding Exclusion 4.4 (Fraud, Dishonesty & Intentional Conduct) of this Policy, Chubb agrees to extend cover to any Loss arising from a Claim against the Insured arising from a dishonest or fraudulent act or omission or any malicious, criminal or intentional breach of law of any Principal (other than a sole practitioner) or Employee of the Firm arising out of the Professional Services, provided that coverage under this Extension 3.1 shall not be provided to any Insured committing, participating in or condoning such dishonest or fraudulent act or omission or malicious, criminal or intentional breach of law where such conduct is established by admission or final court judgment or adjudication.

3.2 Principal’s Previous Business

Chubb agrees to extend cover to any Loss arising from a Claim for civil liability against any person who is a Principal during the Period of Insurance arising from that Principal’s previous business, of the same type and nature as the Business, but only to the extent that the current Principal is not covered by professional indemnity insurance or any other applicable insurance policy of the previous business.

Where the previous business’ professional indemnity insurance or any other applicable insurance policy applies, the cover provided by this Extension 3.2 is specifically in excess of the limit of liability of the previous business’ insurance policy, and shall not cover any liability unless and until the insurers of the previous business’ insurance policy have paid or have admitted liability or have been held liable to pay, the full amount of their limit of liability.

The cover provided by this Extension 3.2 applies regardless of the Retroactive Date.

3.3 Automatic Reinstatement

In the event that the aggregate Limit of Liability, as specified in Item 6(b) of the Schedule and referred to in Clause 6.1 (Limit of Liability) of this Policy, is exhausted by the payment of Loss, Chubb agrees that such Limit of Liability shall be automatically reinstated once subject to the following:


(a) such reinstatement shall be limited in total to an amount equal to the aggregate Limit of Liability shown in Item 6(b) of the Schedule; and

(b) such reinstatement shall only apply after the total limit of liability available under the applicable policies in excess of this insurance are exhausted by the payment of Loss; and

(c) notwithstanding such reinstatement, this Policy shall be subject to an each claim limit of liability as set out in Item 6(a) of the Schedule; and

(d) where such reinstatement is granted, Chubb’s maximum aggregate Limit of Liability under this Policy for all Loss arising from all Claims and all Legal Representation Expenses arising from all Investigations, whether against one or any number of Insureds, shall be the amount in Item 6(b) of the Schedule, plus the amount of the reinstatement provided under this Extension 3.3; and

(e) the limit so reinstated shall not apply in relation to any Claim or Investigation which is related or attributable to the one source or originating or underlying cause as any matter which has contributed to the exhaustion.

4. Exclusions

Chubb shall not be liable to make any payment under this Policy:

4.1 Breach of Contract & Assumed Liabilities & Duties

directly or indirectly caused by, arising out of or in any way connected with any actual or alleged liability assumed under any contract, agreement or understanding except to the extent that such liability would have attached to the Insured in the absence of such contract, agreement or understanding.

However, this Exclusion 4.1 shall not apply to Chubb’s liability to make payment under this Policy in respect of Defence Costs.

4.2 Bodily Injury & Property Damage

for any physical injury, sickness, disease, death, mental injury, mental anguish or nervous shock or any loss of, damage to or destruction of property (including the loss of use thereof).

However, this Exclusion 4.2 shall not apply to any Claim or Investigation arising out of (i) any advice, design or specification in connection with the provision of Professional Services or (ii) coverage provided under Extension 2.5 (Loss of Documents).

4.3 Financial Failure & Trading Debts

directly or indirectly caused by, arising out of or in any way connected with any debt of an Insured or any guarantee or other undertaking or obligation given by an Insured for a debt.

4.4 Fraud, Dishonesty & Intentional Conduct

directly or indirectly caused by, arising out of or in any way connected with any Insured committing or condoning or allegedly committing or condoning any dishonest or fraudulent act or omission or any malicious, criminal or intentional breach of the law.

4.5 Managerial Liability

directly or indirectly caused by, arising out of or in any way connected with any actual or alleged breach by an Insured of a duty owed in the capacity of a director, secretary, trustee or officer.


4.6 Obligations to Employees

for any breach of any obligation owed to any Employee arising out of or in the course of that Employee’s employment by the Firm.

4.7 Pollution

directly or indirectly caused by, arising out of or in any way connected with Pollution or Pollutants in whatever form or quantity.

4.8 Prior Matters

directly or indirectly caused by, arising out of or in any way connected with any:

(a) Claim first made or Investigation first commenced before the Period of Insurance; or

(b) Claim, Circumstance or Investigation notified in whole or in part to Chubb or any other insurer before the Period of Insurance; or

(c) Circumstance which was known to or ought reasonably to have been known to the Insured prior to the Continuity Date specified in Item 12 of the Schedule.

4.9 Related Persons & Entities

for a Claim brought or maintained by or on behalf of:

(a) any Insured or parent company of any Insured; or

(b) any entity within the same group of companies as the Insured; or

(c) any person or entity who, at the time of the act, error or omission giving rise to the Claim is a Relative of any Insured or controlled by a Relative of any Insured

unless such Claim originates from an independent third party claimant.

4.10 War & Terrorism

directly or indirectly caused by, arising out of or in any way connected with or in consequence of:

(a) war, invasion, acts of foreign enemies, hostilities (whether war be declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation or nationalisation or requisition or destruction of or damage to property by or under the order of any government, public or local authority; or

(b) any Act of Terrorism regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

However, this Exclusion 4.10 shall not apply to any Claim or Investigation for financial loss arising out of any advice, design or specification in connection with the provision of Professional Services.


5. Claims Conditions

5.1 Notification of Claims and Investigations

(a) The Insured must give written notice of any Claim or Investigation as soon as practicable, but always no later than 90 days after the expiry of the Period of Insurance, or 30 days after the expiration of the Discovery Period provided under Extension 2.12 (Discovery Period), if applicable, whichever is the later, to:

The Claims Manager Chubb Insurance Singapore Limited 138 Market Street #11-01 CapitaGreen Singapore 048946 F +65 6298 1055

(b) If the Insured becomes aware of any Circumstance during the Period of Insurance, and gives written notice of such Circumstance to Chubb, any Claim or Investigation which may subsequently be made against the Insured arising out of such Circumstance shall be deemed first made against the Insured during the Period of Insurance.

(c) All notifications under this Policy must include the following information:

(i) a specific description of the Claim, Circumstance or Investigation, including the manner in which the Insured first became aware of the Claim, Circumstance or Investigation and the relevant dates; and

(ii) the details of any parties involved; and

(iii) a copy of any written demand or assertion and any document relating to the commencement of proceedings against the Insured once available.

5.2 Conduct of Proceedings

(a) It is the duty of the Insured, not Chubb, to defend any Claim or Investigation made against an Insured. Chubb, however, may take over and conduct (in the name of any Insured) the defence of any Claim or Investigation in respect of which Chubb is or may be liable to indemnify such Insured.

(b) An Insured must not incur any Defence Costs or Legal Representation Expenses without the prior written consent of Chubb, which shall not be unreasonably withheld. Chubb is not liable to indemnify any Insured for any Defence Costs or Legal Representation Expenses unless Chubb provides its prior written consent to the incurrence of such Defence Costs or Legal Representation Expenses.

(c) An Insured must not settle or make any admission, offer, payment or otherwise assume any contractual or other obligation in relation to any Claim or Investigation in respect of which Chubb is, or may be, liable to indemnify any Insured, without the prior written consent of Chubb. Chubb is not liable to indemnify any Insured for any settlement, admission, offer, payment or assumed obligation unless Chubb provides its prior written consent.

5.3 Multiple Claims and Related Conduct

For the purpose of determining cover under this Policy, all Claims and/or Investigations arising from:


(a) one act, error or omission; or

(b) acts, errors or omissions which are the same or are attributable to the one source or originating or underlying cause,

shall be regarded as one Claim and/or Investigation.

5.4 Mitigation and Co-operation

(a) The Insured must at its own expense take all reasonable steps and precautions in doing all things reasonably practicable to avoid or minimise any actual or potential Loss arising from any actual or possible Claim and to avoid or minimise any actual or potential Legal Representation Expenses arising from any actual or possible Investigation under this Policy.

(b) Each Insured must, at its own expense and on an ongoing basis, give Chubb and any investigators or legal representatives appointed by Chubb all information they reasonably require, and full co-operation and assistance in the conduct of any investigation (including investigations for the purpose of enabling Chubb to determine its liability to provide an indemnity under this Policy), defence, settlement, avoidance or reduction of any actual or possible Claim or Investigation or any proceedings.

5.5 Disclosure of Information

Legal representatives appointed by Chubb to act on an Insured’s behalf shall be entitled to disclose to Chubb any information obtained while so acting and each Insured agrees to waive any claim for legal professional privilege to the extent that the privilege would otherwise prevent such legal representatives from disclosing information to Chubb.

5.6 Disputes as to Defence & Settlement of Claims

(a) If a dispute arises between Chubb and an Insured as to whether a Claim or Investigation should be contested, neither Chubb nor the Insured will require the other to contest the Claim or Investigation unless a Senior Counsel (to be mutually agreed) recommends that the Claim or Investigation should be contested. Chubb will brief the Senior Counsel to advise on whether or not the Claim or Investigation should be contested and if not, on the amount for which the Claim or Investigation should be settled. In providing such advice and in making any recommendation as to settlement, the Senior Counsel is entitled to take into account both legal and commercial considerations. The Senior Counsel must have regard to the damages and costs that are likely to be recovered, the Defence Costs or Legal Representation Expenses that will be incurred in contesting the Claim or Investigation and the prospects of the Claim or Investigation being successfully defended. The costs of obtaining this recommendation will be paid by Chubb.

(b) If the Senior Counsel recommends that settlement of the Claim or Investigation should be attempted, then settlement of the Claim or Investigation must be attempted as recommended.

(c) Where settlement is attempted in accordance with the Senior Counsel’s recommendation but is unsuccessful, Chubb will continue to indemnify the Insured subject to the terms and conditions of this Policy.

(d) If a settlement recommended by the Senior Counsel is acceptable to the claimant, but the Insured refuses to consent to such settlement, Chubb’s liability will be limited to the amount for which the Claim could have been settled, plus the Defence Costs or Legal Representation Expenses incurred up to the date the refusal to consent was made.

5.7 Subrogation

If any payment is made by Chubb in respect of a Claim or Investigation under this Policy, Chubb will be subrogated to all rights of indemnity, contribution or recovery of the Insured in relation to that payment. No


Insured may surrender any right, or settle any claim for indemnity, contribution or recovery, without the prior written consent of Chubb.

Chubb will not exercise its right of recovery under this Clause 5.7 against another natural person Insured, except where that Insured has committed, participated in or condoned a dishonest, fraudulent, malicious or criminal act or omission or where such natural person Insured is entitled to an indemnity in respect of any Claim or Investigation under any other insurance effected by him or on his behalf, but only to the extent of the indemnity granted by such other insurance policy.

6. General Conditions

6.1 Limit of Liability

(a) The aggregate limit of Chubb 's liability for all Loss arising from any one Claim is the sum specified in Item 6(a) of the Schedule.

(b) Chubb 's maximum aggregate liability under this Policy for all Loss arising from all Claims and all Legal Representation Expenses arising from all Investigations, irrespective of the number of Claims or Investigations under this Policy, the amount claimed or the number of Insureds who make claims, is the sum specified in Item 6(b) of the Schedule.

(c) Any sub-limit specified in this Policy shall be Chubb’s maximum aggregate liability under such sub-limit irrespective of the number of Claims or Investigations, the amount claimed or the number of Insureds who make a claim under this Policy. Any sub-limit shall be part of and not in addition to the sum specified in Item 6(a) and/or 6(b) of the Schedule, whichever is applicable.

6.2 Excess

The Insured shall pay the first amount of each and every Loss arising from any one Claim, up to the amount specified in Item 7 of the Schedule as the Excess.

6.3 Territorial Limits

Coverage extends to anywhere in the world except for any Loss or Legal Representation Expenses resulting from Professional Services which occurred within the territorial limits of the United States of America or the Dominion of Canada and their territories or protectorates.

6.4 Jurisdictional Limits

Coverage extends to Claims or Investigations made anywhere in the world, except for Claims or Investigations:

(a) involving the application of the law of the United States of America or the Dominion of Canada or their territories or protectorates; or

(b) brought in a court of law in the United States of America or the Dominion of Canada or their territories or protectorates; or

(c) arising out of the enforcement of any judgement, order or award made in any court of law in the United States of America or the Dominion of Canada or their territories or protectorates.

6.5 Policy Construction and Interpretation

In this Policy, unless the context otherwise requires:


(a) the singular includes the plural and vice versa; and

(b) headings are merely descriptive and not to aid interpretation; and

(c) if a word or expression is given a definite meaning, any part of speech or other grammatical form of that word or phrase has a corresponding meaning; and

(d) references to an amount of money are references to that amount in Singapore dollars unless otherwise provided; and

(e) bolded words used in this Policy have the meanings set out in Clause 7 (Definitions and Interpretation).

6.6 Retroactive Date

If a Retroactive Date is specified, this Policy will not cover, and does not apply to, any Claim or Investigation where the Professional Services leading to such Claim or Investigation were or were alleged to have been provided or required to be provided, in whole or in part, before the Retroactive Date.

6.7 Authorisation

The first named Firm on the Schedule agrees to act on behalf of all Insureds with respect to:

(a) the giving and receiving of notices of Claims, Circumstances, Investigations or cancellation; and

(b) the payment of premiums and the receiving of any return premiums that may become due under this Policy; and

(c) the negotiation, agreement to and acceptance of endorsements; and

(d) the giving or receiving of any notice provided for in this Policy; and

(e) the receipt of all amounts payable by Chubb under this Policy.

Each Insured agrees that the first named Firm shall act on its behalf and agrees to be bound by all acts or omissions of the first named Firm.

6.8 Cancellation

(a) The Insureds may cancel this Policy only by the first named Firm on the Schedule giving 30 days written notice to Chubb. If there are no Claims, Circumstances or Investigations notified to Chubb under this Policy, Chubb will allow a refund of unearned premium calculated in accordance with its customary short-term rates.

(b) Chubb may cancel this Policy by giving 30 days written notice to the first named Firm on the Schedule. If there are no Claims, Circumstances or Investigations notified to Chubb under this Policy, Chubb will allow a refund of unearned premium calculated in proportion to the unexpired time on risk.

6.9 Governing Law

This Policy is governed by, and interpreted in accordance with, the laws of the Republic of Singapore. All matters arising from or relating to the interpretation or operation of the provisions of this Policy must be submitted to the exclusive jurisdiction of the Courts of the Republic of Singapore.

6.10 Other Insurance

If any Loss covered under this Policy is also covered under any other valid and collectible insurance, then this Policy shall cover the Loss, subject to its terms and conditions, only to the extent that the amount of the


Loss is in excess of the amount of such other insurance and this is regardless of whether such other insurance is stated to be primary, contributory, excess, contingent or otherwise, unless such other insurance is written only as specific excess insurance over the limit of liability provided by this Policy.

6.11 Rights of Third Parties

A person or organisation that is not a party to this Policy shall have no right under the Contracts (Rights of Third Parties) Act, Chapter 53B of Singapore, to enforce any of its terms.

6.12 Premium Payment Framework - Condition Precedent

The validity of this Policy is subject to the condition precedent that:

(a) for the risk insured, the Insured has never had any insurance terminated in the last 12 months due solely or in part to a breach of any premium payment condition; or

(b) if the Insured has declared that it has breached any premium payment condition in respect of a previous policy taken up with another insurer in the last 12 months:

(i) the Insured has fully paid all outstanding premium(s) for time on risk calculated by the previous insurer based on the customary short period rate in respect of the previous policy; and

(ii) a copy of the written confirmation from the previous insurer to this effect is first provided by the Insured to Chubb before cover incepts.

6.13 Premium Payment Warranty

(a) Notwithstanding anything herein contained but subject to Clause 6.13(b) hereof, it is hereby agreed and declared that if the Period of Insurance is 60 days or more, any premium due must be paid and actually received in full by Chubb (or the intermediary through whom this Policy was effected) within 60 days of the inception date of the coverage under the Policy, renewal certificate or cover note.

(b) In the event that any premium due is not paid and actually received in full by Chubb (or the intermediary through whom this Policy was effected) within the 60-day period referred to in Clause 6.13(a) above, then:

(i) the cover under this Policy, renewal certificate or cover note is automatically terminated immediately after the expiry of the said 60-day period;

(ii) the automatic termination of the cover shall be without prejudice to any liability incurred within the said 60-day period; and

(iii) Chubb shall be entitled to a pro-rata time on risk premium subject to a minimum of S$25.00.

(c) If the Period of Insurance is less than 60 days, any premium due must be paid and actually received in full by Chubb (or the intermediary through whom this Policy was effected) within the Period of Insurance.

6.14 Severability

The Proposal shall be construed as a separate proposal by each natural person Insured. With respect to the statements and particulars in the Proposal, no fact pertaining to or information possessed by any natural person Insured shall be imputed to any other natural person Insured to determine whether cover is available for such other natural person Insured.


7. Definitions and Interpretation

7.1 Chubb means Chubb Insurance Singapore Limited.

7.2 Act of Terrorism means:

(a) an act, including but not limited to, the use of force, violence and/or the threat thereof, by any person or group(s) of persons, whether acting alone, on behalf of, or in connection with any organisation(s) or government(s), which from its nature or context is done for, or in connection with, political, religious, ideological, ethnic or similar purposes or reasons including the intention to influence any government and/or to put the public, or any section of the public, in fear; or

(b) any action taken in controlling, preventing, suppressing or in any way relating to anything in (a) above regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

7.3 Business means the activities of the Firm set out in Item 4 of the Schedule.

7.4 Circumstance means any fact, matter or circumstance which gives rise to a Claim or Investigation or has the potential to give rise to a Claim or Investigation.

7.5 Claim means

(a) the receipt by the Insured of any written demand for civil compensation or civil damages or non-monetary civil relief made against the Insured; or

(b) any originating legal or arbitral process, cross claim, counterclaim or third party notice served upon the Insured which contains a demand made against the Insured for civil compensation or civil damages or non-monetary civil relief

arising out of an actual or alleged breach of Professional Services.

7.6 Continuity Date means the date specified in Item 12 of the Schedule.

7.7 Defence Costs means reasonable legal and other professional fees, costs and expenses incurred by and with the prior written consent of Chubb, not to be unreasonably withheld or delayed, that are necessary to defend or appeal a Claim.

7.8 Documents means documents of any nature legally owned by any person other than an Insured, except money, negotiable instruments, bearer bonds or coupons, stamps, bank or currency notes or any other form of negotiable instrument.

7.9 Employee means

(a) each person who was, is or becomes employed by the Firm in the ordinary course of the Business and who is paid by the Firm by way of salary or wages; or

(b) a volunteer working without fee or reward in the ordinary course of the Business,

provided that the performance of whose duties is subject to the direction and control of the Firm.

7.10 Excess means the amount specified in Item 7 of the Schedule.

7.11 Firm means the entity, partnership or company specified in Item 2 of the Schedule and any Subsidiary. Where two or more entities are specified, the Firm means each of them, unless the context otherwise requires.

7.12 Insured means


(a) the Firm; and

(b) each Principal, but only in respect of work performed in the capacity of a Principal of the Firm; and

(c) each Employee, but only in respect of work performed in the capacity of an Employee of the Firm; and

(d) the estate, heirs or legal representatives of each deceased or legally incapacitated Principal or Employee but only to the extent that such Principal or Employee would have been covered under this Policy in the absence of such death or legal incapacity, as the case may be, and only in respect of work performed by the Principal or Employee in their capacity as a Principal or Employee of the Firm; and

(e) the lawful spouse or domestic partner of each Principal or Employee but only to the extent that such Principal or Employee would have been covered under this Policy, as the case may be, and only in respect of work performed by the Principal or Employee in their capacity as a Principal or Employee of the Firm.

7.13 Investigation means a formal or official investigation, examination or inquiry before any duly constituted court or tribunal or other body having the power to compel the attendances of witnesses (including any hearing before any disciplinary body of any professional institution or association) against any Insured arising out of Professional Services other than any industry-wide investigation and/or routine supervision, inspection, compliance or similar review.

7.14 Joint Venture means any enterprise carried on in common by the Firm with a third party or parties (not being an Insured under this Policy).

7.15 Legal Representation Expenses means the reasonable legal costs or related professional fees incurred by or on behalf of an Insured (but not including any remuneration of any Principal or Employee) with the prior written consent of Chubb, whose consent is not to be unreasonably withheld or delayed, directly in connection with an Insured co-operating with an Investigation.

7.16 Loss means all amounts which an Insured becomes legally obligated to pay in respect of a Claim (including but not limited to any damages, judgments entered or settlements reached) and Defence Costs.

Loss does not include:

(a) aggravated, punitive or exemplary damages; or

(b) fines or penalties imposed by law; or

(c) costs incurred by the Insured in complying with any order for, grant of, or agreement to provide injunctive or non-monetary relief; or

(d) any amount which constitutes reduction, set off or return of fees or expenses, in whole or in part, paid to or charged by an Insured; or

(e) any internal or overhead expenses of the Firm or the cost of any Insured's time; or

(f) taxes or sums payable in relation to taxes; or

(g) any matters which are uninsurable under any applicable law.

7.17 Period of Insurance means the period specified in Item 5 of the Schedule.

7.18 Policy means the contract of insurance between Chubb and the Insured which comprises this policy wording, the Proposal, the Schedule and any endorsement issued by Chubb varying the policy coverage.


7.19 Pollutant means any contaminant, irritant or other matter or substance including but not limited to oil, smoke, vapour, soot, asbestos, asbestos-containing materials, fumes, funghi, acids, alkalis, nuclear or radioactive material, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed.

7.20 Pollution means the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of any Pollutant whether in solid, liquid, gas, odour, noise, vibration, electromagnetic radiation, ionising radiation, thermal or other form at any time.

7.21 Principal means where the Firm is or was:

(a) a company, each director of that company; and

(b) a partnership, each partner of that partnership and each person held out as a partner; and

(c) a sole practitioner, that practitioner,

(d) and includes each former Principal and each person who becomes a Principal during the Period of Insurance.

7.22 Professional Services means the Business performed or required to be performed by an Insured for or on behalf of a client of the Firm for a fee or any other type of consideration.

7.23 Proposal means the written proposal and any supplementary proposal including any statements and information contained therein and any material relied upon by Chubb in issuing cover under this Policy, or any policy issued by Chubb of which this Policy is a renewal.

7.24 Relative means

(a) any legal spouse, domestic partner or companion; or

(b) any parent, or parent of the spouse, domestic partner or companion; or

(c) any sibling or child.

7.25 Retroactive Date means the date specified in Item 8 of the Schedule.

7.26 Schedule means the schedule Chubb issues to the Firm with this Policy or any subsequent or amended version of that schedule.

7.27 Subsidiary means any entity:

(a) over which the Firm is in a position to exercise actual direction and control; or

(b) which is deemed to be a subsidiary of the Firm by virtue of any applicable legislation or law.


Data Protection

Chubb Insurance Singapore Limited (“Chubb”) is committed to protecting your personal data. Chubb collects, uses, discloses and retains your personal data in accordance with the Personal Data Protection Act 2012 and our own policies and procedures. Our Personal Data Protection Policy is available upon request.

Chubb collects your personal data (which may include health information) when you apply for, change or renew an insurance policy with us, or when we process a claim. We collect your personal data to assess your application for insurance, to provide you with competitive insurance products and services and administer them, and to handle any claim that may be made under a policy. If you do not provide us with your personal data, then we may not be able to provide you with insurance products or services or respond to a claim.

We may disclose the personal data we collect to third parties for and in connection with such purposes, including contractors and contracted service providers engaged by us to deliver our services or carry out certain business activities on our behalf (such as actuaries, loss adjusters, claims investigators, claims handlers, third party administrators, call centres and professional advisors, including doctors and other medical service providers), other companies within the Chubb Group, other insurers, our reinsurers, and government agencies (where we are required to by law). These third parties may be located outside of Singapore.

You consent to us using and disclosing your personal data as set out above. This consent remains valid until you alter or revoke it by providing written notice to Chubb’s Data Protection Officer (“DPO”) (contact details provided below). If you withdraw your consent, then we may not be able to provide you with insurance products or services or respond to a claim.

From time to time, we may use your personal data to send you offers or information regarding our products and services that may be of interest to you. If you do not wish to receive such information, please provide written notice to Chubb’s DPO.

If you would like to obtain a copy of Chubb’s Personal Data Protection Policy, access a copy of your personal data, correct or update your personal data, or have a complaint or want more information about how Chubb manages your personal data, please contact Chubb’s DPO at:

Address: Chubb Data Protection Officer 138 Market Street #11-01 CapitaGreen Singapore 048946

E [email protected]


Contact Us

Chubb Insurance Singapore Limited Co Regn. No.: 199702449H 138 Market Street #11-01 CapitaGreen Singapore 048946 O +65 6398 8000 F +65 6298 1055 www.chubb.com/sg

About Chubb in Singapore

Chubb is the world’s largest publicly traded property and casualty insurer. Chubb Insurance Singapore Limited, via acquisitions by its predecessor companies, has been present in Singapore since 1948. Chubb in Singapore provides risk management and underwriting expertise for all major classes of general insurance, including Property & Casualty, Marine, Liability, Financial Lines and Group Personal Accident insurance. As one of the leading providers of Accident & Health insurance through direct marketing, the company partners with financial institutions and other companies to tailor individual policies for their clients and employees. In addition, it offers a suite of customised Personal & Specialty insurance solutions to meet the needs of consumers.

Over the years, Chubb in Singapore has established strong client relationships by offering responsive service, developing innovative products and providing market leadership built on financial strength.

More information can be found at www.chubb.com/sg.